This fall, one of our lawyers, Diana Nicholls Mutter was invited to provide a guest lecture for a securities law course at Western Law. The lecture focused on corporate governance disclosure, in particular the underrepresentation of women on boards and the securities regulation that we have in Canada aimed at addressing this issue. The content of the presentation was primarily based on the research that Diana conducted while completing her thesis for her LLM. We have included the slides of this presentation here.
This document provides an overview and introduction to the Women, Business and the Law 2014 report. It summarizes the goal of the report, which is to analyze gender differences in laws and regulations affecting women's entrepreneurship and employment opportunities across 143 economies. The report covers 7 indicators: accessing institutions, using property, getting a job, providing incentives to work, building credit, going to court, and a new pilot indicator on protecting women from violence. It aims to identify legal barriers preventing women from starting businesses or working, and areas where reforms could enhance gender equality. However, the report does not cover all social, economic and cultural factors influencing women's opportunities, focusing specifically on the formal legal framework.
Alvarez & Marsal Taxand, LLC,a tax-advisory affiliate of management consulting firm Alvarez & Marsal, recently surveyed top financial executives of U.S. multinational companies to solicit perspectives and priorities with respect to tax competitiveness and tax reform.
This Study finds that it is not only the big amounts of compensation but also the process and the impact – all reflect the socially irresponsible behavior on the part of CEOs.
The North Carolina FreeEnterprise Foundation released its 2013 Legislative Business Ratings report, which analyzes the voting records and general disposition on business issues of North Carolina legislators. The report is based on a survey of over 400 business leaders and government affairs professionals. It assigns an objective rating based on votes on key business issues and a subjective rating of legislator support for business. Overall ratings were higher for Republican legislators and newcomers to the legislature. The report found that the 2013 legislative session was positive for business but partisan tensions negatively impacted some ratings.
The document summarizes key findings from a report on nonprofit CEO compensation in Maricopa and Pima counties, Arizona. It finds that average CEO salary was $108,067 in Maricopa County and $97,867 in Pima County. CEO salaries increased with organization budget size, from a median of $55,000 for budgets under $500,000 to $164,000 for budgets over $10 million. Male CEOs earned higher median salaries ($110,000) than females ($85,000), driven by more males leading large organizations.
David F. Larcker and Brian Tayan
Stanford Closer Look Series
June 24, 2016
One of the most controversial issues in corporate governance is whether the CEO of a corporation should also serve as chairman of the board. In theory, an independent board chair improves the ability of the board to oversee management. However, an independent chairman is not unambiguously positive, and can lead to duplication of leadership, impair decision making, and create internal confusion—particularly when an effective dual chairman/CEO is already in place.
In this Closer Look, we examine in detail the leadership structure of publicly traded corporations and the circumstances under which they are changed. We ask:
• What factors should the board consider in deciding whether to combine or separate board leadership?
• How can the board weigh the tradeoffs between stability of leadership, efficient decision making, and decreased oversight?
• What structure should be the default setting for a corporation?
• Why do activists advocate that corporations strictly separate the roles when there is little research support for this position?
1410 investigating the impact of fraud & corruption on economic developmentJenny Reid
This document discusses the impact of fraud and corruption on economic development. It defines corruption as the abuse of public office for private gain. Corrupt activity hinders development, reduces economic growth, increases poverty, and restricts investment and trade. A survey found that 69% of respondents reported being victims of economic crime in the past 24 months, with the typical organization losing 5% of revenue to fraud. Common causes of fraud include lack of integrity, greed, and perception of not being caught. The most common categories of fraud are asset misappropriation and corruption. Red flags for fraud include rapidly increasing orders and manipulation of tender schemes. The document promotes establishing a fraud prevention database to screen potential employees, suppliers, and other partners to mitigate risks
The document discusses a local business journal covering topics such as a new nonprofit organization forming to address economic issues in southeast Fresno, the challenges of starting a nonprofit, and the Fresno city council voting to limit urban sprawl and homebuilding which some homebuilders believe will increase housing costs but city officials say will promote more sustainable development.
This document provides an overview and introduction to the Women, Business and the Law 2014 report. It summarizes the goal of the report, which is to analyze gender differences in laws and regulations affecting women's entrepreneurship and employment opportunities across 143 economies. The report covers 7 indicators: accessing institutions, using property, getting a job, providing incentives to work, building credit, going to court, and a new pilot indicator on protecting women from violence. It aims to identify legal barriers preventing women from starting businesses or working, and areas where reforms could enhance gender equality. However, the report does not cover all social, economic and cultural factors influencing women's opportunities, focusing specifically on the formal legal framework.
Alvarez & Marsal Taxand, LLC,a tax-advisory affiliate of management consulting firm Alvarez & Marsal, recently surveyed top financial executives of U.S. multinational companies to solicit perspectives and priorities with respect to tax competitiveness and tax reform.
This Study finds that it is not only the big amounts of compensation but also the process and the impact – all reflect the socially irresponsible behavior on the part of CEOs.
The North Carolina FreeEnterprise Foundation released its 2013 Legislative Business Ratings report, which analyzes the voting records and general disposition on business issues of North Carolina legislators. The report is based on a survey of over 400 business leaders and government affairs professionals. It assigns an objective rating based on votes on key business issues and a subjective rating of legislator support for business. Overall ratings were higher for Republican legislators and newcomers to the legislature. The report found that the 2013 legislative session was positive for business but partisan tensions negatively impacted some ratings.
The document summarizes key findings from a report on nonprofit CEO compensation in Maricopa and Pima counties, Arizona. It finds that average CEO salary was $108,067 in Maricopa County and $97,867 in Pima County. CEO salaries increased with organization budget size, from a median of $55,000 for budgets under $500,000 to $164,000 for budgets over $10 million. Male CEOs earned higher median salaries ($110,000) than females ($85,000), driven by more males leading large organizations.
David F. Larcker and Brian Tayan
Stanford Closer Look Series
June 24, 2016
One of the most controversial issues in corporate governance is whether the CEO of a corporation should also serve as chairman of the board. In theory, an independent board chair improves the ability of the board to oversee management. However, an independent chairman is not unambiguously positive, and can lead to duplication of leadership, impair decision making, and create internal confusion—particularly when an effective dual chairman/CEO is already in place.
In this Closer Look, we examine in detail the leadership structure of publicly traded corporations and the circumstances under which they are changed. We ask:
• What factors should the board consider in deciding whether to combine or separate board leadership?
• How can the board weigh the tradeoffs between stability of leadership, efficient decision making, and decreased oversight?
• What structure should be the default setting for a corporation?
• Why do activists advocate that corporations strictly separate the roles when there is little research support for this position?
1410 investigating the impact of fraud & corruption on economic developmentJenny Reid
This document discusses the impact of fraud and corruption on economic development. It defines corruption as the abuse of public office for private gain. Corrupt activity hinders development, reduces economic growth, increases poverty, and restricts investment and trade. A survey found that 69% of respondents reported being victims of economic crime in the past 24 months, with the typical organization losing 5% of revenue to fraud. Common causes of fraud include lack of integrity, greed, and perception of not being caught. The most common categories of fraud are asset misappropriation and corruption. Red flags for fraud include rapidly increasing orders and manipulation of tender schemes. The document promotes establishing a fraud prevention database to screen potential employees, suppliers, and other partners to mitigate risks
The document discusses a local business journal covering topics such as a new nonprofit organization forming to address economic issues in southeast Fresno, the challenges of starting a nonprofit, and the Fresno city council voting to limit urban sprawl and homebuilding which some homebuilders believe will increase housing costs but city officials say will promote more sustainable development.
The CS Gender 3000: Women in Senior ManagementCredit Suisse
Greater gender diversity in companies' management improves their financial performance. A new Credit Suisse Research Institute study presents the financial evidence, looks at which regions and sectors show higher diversity levels and analyzes the obstacles to female participation in the workplace.
To download a copy of 'CS Gender 3000: Women in Senior Management', click here: http://bit.ly/1cWMUIM
By David Larcker and Brian Tayan, CGRI Research Spotlight Series. Corporate Governance Research Initiative (CGRI), Stanford Graduate School of Business, October 2016.
This Research Spotlight provides a summary of the academic literature on internal and external CEOs.
It reviews the evidence of:
• Trends in hiring external CEOs
• Operating condition of companies that hire internal and external CEOs
• Stock market reaction to hiring external CEOs
• Relative performance of internal and external CEOs
This Research Spotlight expands upon issues introduced in the Quick Guide “CEO Succession Planning.”
The document discusses Georgia's efforts to reform public services and reduce corruption after the Rose Revolution in 2003. It describes how corruption was endemic across many government services prior to 2003, including the traffic police, universities, tax administration, and provision of utilities. After the revolution, the new government implemented major reforms to reduce corruption in specific public services such as creating professional patrol police, strengthening tax collection, cleaning up customs, improving power supply reliability, deregulating businesses, and decentralizing municipal services. The reforms achieved significant results, improving transparency and integrity.
KBA CLE Attract and Retain Top Attorney TalentAmy Morgan
This document discusses strategies for law firms to attract and retain top attorney talent, especially women. It notes that while law school graduates are now evenly split between men and women, women remain underrepresented at the partnership level. Common reasons for women leaving law firms include difficulties balancing work and family responsibilities given the billable hours model and lack of flexibility. The document also cites lack of mentoring, fewer opportunities for business development, and bias in work assignments and perceptions of commitment as contributing factors. It stresses the importance of effective flexibility policies, mentorship programs, and diversity initiatives to support women's advancement and reduce attrition rates.
The key findings of the benchmarking report on association communications are:
1) The frequency and volume of member communication is increasing while the effectiveness is declining due to smaller communication staff sizes.
2) The top communication challenge associations face is "information overload/cutting through the clutter".
3) Communicating member benefits effectively and keeping members informed about events have become much more important challenges over the past year.
4) Maintaining the association's position as the top industry information source has decreased in importance relative to other communication goals.
The document summarizes key findings from a survey conducted by SHRM Research on how organizations are preparing for an aging workforce. Some of the main findings include:
1) Accommodation, retail, wholesale, and transportation employ significantly fewer older workers than other industries.
2) Over 1/3 of organizations indicated they were beginning to examine policies to address the aging workforce, while 1/5 said no changes were needed.
3) Flexibility in work arrangements was cited as the biggest challenge to retaining older workers.
4) Organizations reported finding it moderately difficult to recruit exempt and non-exempt older workers.
This document provides an introduction and literature review for a research paper analyzing CEO compensation at large American charities. The introduction discusses the debate around nonprofit executive compensation and outlines the research questions and methodology that will be used. The literature review covers the context of nonprofits in the US, including IRS requirements around tax exemptions, governance, and sanctions. It also summarizes existing research on factors that influence nonprofit executive compensation, such as organizational size, and debates around what constitutes "reasonable" pay. The paper aims to reconcile differences between calls for lower nonprofit CEO pay and variables found to impact higher compensation.
Legal Gender Gap in Accessing Business Environment InstitutionsDr Lendy Spires
Anita Roddick started The Body Shop in 1976 in England to support herself and her two daughters. She was fortunate to live in a country that had enacted laws in the late 19th century granting married women independent legal identities and abilities to enter contracts without their husband's permission. Within 10 months she had opened a second store, and 20 years later had sold the company for $1 billion. However, many other countries did not change laws restricting married women's legal rights and abilities until much later. The document discusses legal gender gaps around the world that can impact women's access to economic opportunities and ability to start businesses. It measures differences in laws regarding women's rights, division of responsibilities within marriage, and constitutional protections against gender discrimination
Corporate reporting in the usa and canada (2018)shomudrokotha
The document discusses corporate reporting of environmental, social, and governance (ESG) issues in the United States and Canada. It finds that the reporting landscape is complex, with many different regulations, frameworks, and tools influencing the process. In the US and Canada combined, there are 249 reporting provisions, but only 27% of provisions in the US are mandatory. The document examines key aspects of reporting in each country, such as the types of provisions, focus areas, and alignment with sustainable development goals. It concludes that while reporting is advancing, there is still room for increased harmonization and consistency in ESG reporting practices.
Performance with regard to Gender Equality and Women's EmpowermentDr Lendy Spires
1. Background and objectives.
The Consultation on the Eight Replenishment of IFAD’s Resources decided in 2008 that the IFAD Office of Evaluation (IOE) would undertake this corporate-level evaluation on IFAD’s performance with regard to gender equality and women’s empowerment.
The objectives of the evaluation are to:
(i) assess the relevance of IFAD’s strategy in promoting gender equality and women’s empowerment;
(ii) learn from the experiences and good practices of other development organizations;
(iii) assess the results of activities funded by IFAD related to gender equality and women’s empowerment in its country programmes and corporate processes; and
(iv) generate a series of findings and recommendations that will assist IFAD’s Executive Board and Management in guiding the Fund’s future activities in this area.
2. Process.
Four building blocks form the basis of the evaluation:
(i) an analysis of the evolution of gender-related concepts and development approaches, and a comprehensive documentary review of the policy and evaluation documents prepared by other development organizations; (ii) an assessment of key IFAD corporate policy and strategy documents;
(iii) a meta-evaluation of past operations based on existing evaluative evidence, a review of recent country strategic opportunity programmes (COSOPs) and ongoing projects, and five country visits to gain insight into the perspectives of partners in these countries and collect evidence from the field about the evolving approaches and results of IFAD-funded projects; and
(iv) a review of selected corporate business processes that have implications for IFAD’s performance in promoting gender equality and women’s empowerment in partner countries. Section C in chapter I of the main report gives a more detailed account of the objectives and processes related to the evaluation’s four building blocks.
3. Main findings. There has been an evolution globally in approaches to building gender equality and women’s empowerment. Pre-1975 efforts were mainly addressed to men as producers and women as homemakers, which ignored the important role of women as farmers and food producers. Subsequently, there was a shift to women-focused approaches and approaches focusing on changing the relations between women and men...
Diversity as a Revenue Engine: What 16+ Studies RevealCenterfor HCI
Investing in diversity, equity and inclusion (DEI) leads to cost savings through reduced attrition and absenteeism, and faster, less expensive recruiting; it also contributes to the top line as well.
This document summarizes key points from Chapter 5 of the textbook "International Accounting, 7/e" by Frederick D.S. Choi and Gary K. Meek. The chapter discusses corporate reporting and disclosure practices. It distinguishes between voluntary and mandatory disclosure requirements and identifies the objectives of disclosure systems in investor-oriented markets. Specifically, it aims for investor protection and market quality. The chapter also covers forward-looking information, segment disclosures, social responsibility reporting, corporate governance disclosures, and XBRL financial reporting. Disclosure requirements and practices are generally less extensive in developing countries compared to developed countries.
Never worry about accounting homework again, because our professionals are here! Our account service comes with a team of professionals who are more than ready to take on your assignment just log on to http://www.helpwithassignment.com/accounting-assignment-help
The document summarizes the key findings of TD Bank's Annual CFO Survey. It reports that CFOs expressed increased optimism about the US economy and confidence in their companies' performance in 2016. Specifically, 56% of CFOs were optimistic about the economy and 61% expected to increase capital expenditures within the next year. However, CFOs also expressed concerns about data security and the outcome of the upcoming US presidential election. The survey indicates that CFOs plan to invest in technology, facilities improvements, data security, hiring, and other areas to support business growth.
Diversity as a Revenue Engine What 16+ Studies Reveal.pdfCenterfor HCI
This document summarizes 16 studies that demonstrate how diversity, equity, and inclusion (DEI) initiatives can improve business performance and drive revenue. Key findings include: McKinsey found companies with diverse executive teams were 25% more likely to have above-average profits; the World Economic Forum found diverse companies had innovation revenues 19% higher; and diverse teams were twice as likely to make better decisions faster according to Forbes. Overall, the studies show DEI improves profits, innovation, decision-making and employee engagement, retention and performance.
This document discusses a study that investigates the impact of board characteristics (independence, gender diversity, size) on audit quality of listed manufacturing firms in Nigeria. It provides background on issues like corporate accounting scandals, audit quality, board independence, gender diversity, and board size. The study is motivated by inconsistent prior findings on the relationships between these variables. Hypotheses are developed that board independence, gender diversity, and size will positively impact audit quality. The methodology section outlines the theoretical framework drawing from agency and homosocial theories, and the model and variables to be used.
CIPR state of the profession benchmarking survey 2010 Apeiron Agency
As the voice of the profession, the CIPR provides insight into the role of PR practitioners and the profession. The 2010 CIPR’s Annual State of the PR Profession Survey of almost 2,000 members, carried out by ComRes, reveals that while the profession has remained resilient, with slight increases in the majority of communications budgets, economic pressure continues
CIPR state of the profession benchmarking survey 2010 Eva Shirokova
As the voice of the profession, the CIPR provides insight into the role of PR practitioners and the profession. The 2010 CIPR's Annual State of the PR Profession Survey of almost 2,000 members, carried out by ComRes, reveals that while the profession has remained resilient, with slight increases in the majority of communications budgets, economic pressure continues.
- Nearly half (49%) of public sector in-house PR practitioners are worried about redundancy due to budget cuts, compared to 28% overall.
- The top areas of expected growth are online reputation management (97%), strategic planning (93%), and crisis management (91%).
- The top areas of expected decline are sponsorship (82%) and events management (71%).
- While 61% feel comfortable with their social media skills, 23% feel their knowledge is limited.
The CS Gender 3000: Women in Senior ManagementCredit Suisse
Greater gender diversity in companies' management improves their financial performance. A new Credit Suisse Research Institute study presents the financial evidence, looks at which regions and sectors show higher diversity levels and analyzes the obstacles to female participation in the workplace.
To download a copy of 'CS Gender 3000: Women in Senior Management', click here: http://bit.ly/1cWMUIM
By David Larcker and Brian Tayan, CGRI Research Spotlight Series. Corporate Governance Research Initiative (CGRI), Stanford Graduate School of Business, October 2016.
This Research Spotlight provides a summary of the academic literature on internal and external CEOs.
It reviews the evidence of:
• Trends in hiring external CEOs
• Operating condition of companies that hire internal and external CEOs
• Stock market reaction to hiring external CEOs
• Relative performance of internal and external CEOs
This Research Spotlight expands upon issues introduced in the Quick Guide “CEO Succession Planning.”
The document discusses Georgia's efforts to reform public services and reduce corruption after the Rose Revolution in 2003. It describes how corruption was endemic across many government services prior to 2003, including the traffic police, universities, tax administration, and provision of utilities. After the revolution, the new government implemented major reforms to reduce corruption in specific public services such as creating professional patrol police, strengthening tax collection, cleaning up customs, improving power supply reliability, deregulating businesses, and decentralizing municipal services. The reforms achieved significant results, improving transparency and integrity.
KBA CLE Attract and Retain Top Attorney TalentAmy Morgan
This document discusses strategies for law firms to attract and retain top attorney talent, especially women. It notes that while law school graduates are now evenly split between men and women, women remain underrepresented at the partnership level. Common reasons for women leaving law firms include difficulties balancing work and family responsibilities given the billable hours model and lack of flexibility. The document also cites lack of mentoring, fewer opportunities for business development, and bias in work assignments and perceptions of commitment as contributing factors. It stresses the importance of effective flexibility policies, mentorship programs, and diversity initiatives to support women's advancement and reduce attrition rates.
The key findings of the benchmarking report on association communications are:
1) The frequency and volume of member communication is increasing while the effectiveness is declining due to smaller communication staff sizes.
2) The top communication challenge associations face is "information overload/cutting through the clutter".
3) Communicating member benefits effectively and keeping members informed about events have become much more important challenges over the past year.
4) Maintaining the association's position as the top industry information source has decreased in importance relative to other communication goals.
The document summarizes key findings from a survey conducted by SHRM Research on how organizations are preparing for an aging workforce. Some of the main findings include:
1) Accommodation, retail, wholesale, and transportation employ significantly fewer older workers than other industries.
2) Over 1/3 of organizations indicated they were beginning to examine policies to address the aging workforce, while 1/5 said no changes were needed.
3) Flexibility in work arrangements was cited as the biggest challenge to retaining older workers.
4) Organizations reported finding it moderately difficult to recruit exempt and non-exempt older workers.
This document provides an introduction and literature review for a research paper analyzing CEO compensation at large American charities. The introduction discusses the debate around nonprofit executive compensation and outlines the research questions and methodology that will be used. The literature review covers the context of nonprofits in the US, including IRS requirements around tax exemptions, governance, and sanctions. It also summarizes existing research on factors that influence nonprofit executive compensation, such as organizational size, and debates around what constitutes "reasonable" pay. The paper aims to reconcile differences between calls for lower nonprofit CEO pay and variables found to impact higher compensation.
Legal Gender Gap in Accessing Business Environment InstitutionsDr Lendy Spires
Anita Roddick started The Body Shop in 1976 in England to support herself and her two daughters. She was fortunate to live in a country that had enacted laws in the late 19th century granting married women independent legal identities and abilities to enter contracts without their husband's permission. Within 10 months she had opened a second store, and 20 years later had sold the company for $1 billion. However, many other countries did not change laws restricting married women's legal rights and abilities until much later. The document discusses legal gender gaps around the world that can impact women's access to economic opportunities and ability to start businesses. It measures differences in laws regarding women's rights, division of responsibilities within marriage, and constitutional protections against gender discrimination
Corporate reporting in the usa and canada (2018)shomudrokotha
The document discusses corporate reporting of environmental, social, and governance (ESG) issues in the United States and Canada. It finds that the reporting landscape is complex, with many different regulations, frameworks, and tools influencing the process. In the US and Canada combined, there are 249 reporting provisions, but only 27% of provisions in the US are mandatory. The document examines key aspects of reporting in each country, such as the types of provisions, focus areas, and alignment with sustainable development goals. It concludes that while reporting is advancing, there is still room for increased harmonization and consistency in ESG reporting practices.
Performance with regard to Gender Equality and Women's EmpowermentDr Lendy Spires
1. Background and objectives.
The Consultation on the Eight Replenishment of IFAD’s Resources decided in 2008 that the IFAD Office of Evaluation (IOE) would undertake this corporate-level evaluation on IFAD’s performance with regard to gender equality and women’s empowerment.
The objectives of the evaluation are to:
(i) assess the relevance of IFAD’s strategy in promoting gender equality and women’s empowerment;
(ii) learn from the experiences and good practices of other development organizations;
(iii) assess the results of activities funded by IFAD related to gender equality and women’s empowerment in its country programmes and corporate processes; and
(iv) generate a series of findings and recommendations that will assist IFAD’s Executive Board and Management in guiding the Fund’s future activities in this area.
2. Process.
Four building blocks form the basis of the evaluation:
(i) an analysis of the evolution of gender-related concepts and development approaches, and a comprehensive documentary review of the policy and evaluation documents prepared by other development organizations; (ii) an assessment of key IFAD corporate policy and strategy documents;
(iii) a meta-evaluation of past operations based on existing evaluative evidence, a review of recent country strategic opportunity programmes (COSOPs) and ongoing projects, and five country visits to gain insight into the perspectives of partners in these countries and collect evidence from the field about the evolving approaches and results of IFAD-funded projects; and
(iv) a review of selected corporate business processes that have implications for IFAD’s performance in promoting gender equality and women’s empowerment in partner countries. Section C in chapter I of the main report gives a more detailed account of the objectives and processes related to the evaluation’s four building blocks.
3. Main findings. There has been an evolution globally in approaches to building gender equality and women’s empowerment. Pre-1975 efforts were mainly addressed to men as producers and women as homemakers, which ignored the important role of women as farmers and food producers. Subsequently, there was a shift to women-focused approaches and approaches focusing on changing the relations between women and men...
Diversity as a Revenue Engine: What 16+ Studies RevealCenterfor HCI
Investing in diversity, equity and inclusion (DEI) leads to cost savings through reduced attrition and absenteeism, and faster, less expensive recruiting; it also contributes to the top line as well.
This document summarizes key points from Chapter 5 of the textbook "International Accounting, 7/e" by Frederick D.S. Choi and Gary K. Meek. The chapter discusses corporate reporting and disclosure practices. It distinguishes between voluntary and mandatory disclosure requirements and identifies the objectives of disclosure systems in investor-oriented markets. Specifically, it aims for investor protection and market quality. The chapter also covers forward-looking information, segment disclosures, social responsibility reporting, corporate governance disclosures, and XBRL financial reporting. Disclosure requirements and practices are generally less extensive in developing countries compared to developed countries.
Never worry about accounting homework again, because our professionals are here! Our account service comes with a team of professionals who are more than ready to take on your assignment just log on to http://www.helpwithassignment.com/accounting-assignment-help
The document summarizes the key findings of TD Bank's Annual CFO Survey. It reports that CFOs expressed increased optimism about the US economy and confidence in their companies' performance in 2016. Specifically, 56% of CFOs were optimistic about the economy and 61% expected to increase capital expenditures within the next year. However, CFOs also expressed concerns about data security and the outcome of the upcoming US presidential election. The survey indicates that CFOs plan to invest in technology, facilities improvements, data security, hiring, and other areas to support business growth.
Diversity as a Revenue Engine What 16+ Studies Reveal.pdfCenterfor HCI
This document summarizes 16 studies that demonstrate how diversity, equity, and inclusion (DEI) initiatives can improve business performance and drive revenue. Key findings include: McKinsey found companies with diverse executive teams were 25% more likely to have above-average profits; the World Economic Forum found diverse companies had innovation revenues 19% higher; and diverse teams were twice as likely to make better decisions faster according to Forbes. Overall, the studies show DEI improves profits, innovation, decision-making and employee engagement, retention and performance.
This document discusses a study that investigates the impact of board characteristics (independence, gender diversity, size) on audit quality of listed manufacturing firms in Nigeria. It provides background on issues like corporate accounting scandals, audit quality, board independence, gender diversity, and board size. The study is motivated by inconsistent prior findings on the relationships between these variables. Hypotheses are developed that board independence, gender diversity, and size will positively impact audit quality. The methodology section outlines the theoretical framework drawing from agency and homosocial theories, and the model and variables to be used.
CIPR state of the profession benchmarking survey 2010 Apeiron Agency
As the voice of the profession, the CIPR provides insight into the role of PR practitioners and the profession. The 2010 CIPR’s Annual State of the PR Profession Survey of almost 2,000 members, carried out by ComRes, reveals that while the profession has remained resilient, with slight increases in the majority of communications budgets, economic pressure continues
CIPR state of the profession benchmarking survey 2010 Eva Shirokova
As the voice of the profession, the CIPR provides insight into the role of PR practitioners and the profession. The 2010 CIPR's Annual State of the PR Profession Survey of almost 2,000 members, carried out by ComRes, reveals that while the profession has remained resilient, with slight increases in the majority of communications budgets, economic pressure continues.
- Nearly half (49%) of public sector in-house PR practitioners are worried about redundancy due to budget cuts, compared to 28% overall.
- The top areas of expected growth are online reputation management (97%), strategic planning (93%), and crisis management (91%).
- The top areas of expected decline are sponsorship (82%) and events management (71%).
- While 61% feel comfortable with their social media skills, 23% feel their knowledge is limited.
B Corps, Benefit Corporations, Triple Bottom LineJonathan Press
Certified B Corps and benefit corporations are two types of social enterprises that aim to balance profit and social responsibility. Certified B Corps are certified by B Lab, undergo impact assessments, and must meet certain standards of social and environmental performance. Benefit corporations are a legal status conferred by state governments that requires companies to consider impacts on stakeholders. While both aim for a triple bottom line, certified B Corps have more rigorous third party assessment and standards. They are growing rapidly with over 1,300 corporations worldwide compared to slower growth of benefit corporations in only 26 states so far.
This document discusses a study that found CEO dismissals for ethical lapses are rising. While the overall number of CEOs fired for ethical reasons remains small, the percentage of CEO successions resulting from ethical lapses increased from 3.9% in 2007-2011 to 5.3% in 2012-2016 globally. This increase was even larger in North America and Western Europe. The researchers believe greater public scrutiny, stricter governance rules, globalization risks, digital communications, and constant media coverage have created a business environment with less tolerance for CEO misconduct. However, companies can protect themselves by strengthening ethics and compliance programs and promoting a strong culture of integrity.
Audit Reporting For Going-Concern Uncertainty A Research SynthesisChristina Bauer
This research synthesis reviews literature on auditors issuing modified audit opinions (GCOs) for going-concern uncertainty. It identifies three areas of research: 1) determinants of GCOs including client, auditor, and environmental factors, 2) accuracy of GCOs in predicting bankruptcy, and 3) consequences of GCOs for clients and auditors. The synthesis analyzes data on overall GCO rates in the US from 2000-2010, finding rates increased after major corporate failures but have since remained steady. Most GCOs are issued to smaller companies, and 60% of bankruptcies were preceded by a GCO.
The document discusses recent amendments to National Instrument 58-101 that require public companies in Canada to disclose information about women on their boards of directors and in senior management positions. It provides examples of leading practices from several large Canadian companies that have implemented initiatives to enhance gender diversity and comply with the new disclosure requirements. These include establishing term limits and retirement policies for board members, adopting policies regarding the representation of women on boards, and considering gender diversity in executive appointments and when setting targets. The document aims to help other companies draft their own required disclosures around improving gender diversity.
Corporate Governance Committees and Financial Performance An Empirical Study ...ijtsrd
This study examined empirically corporate governance committees and financial performance of healthcare companies. The independent variables are remuneration committees and nomination committees and independent variable was proxied with return on equity. The study used Ex Post Facto research design. Regression analysis was employed to test the hypotheses. The result showed that remuneration committee has a negative effect on return on equity, and this effect was statistically significant at 5 level of significance. While nomination committee has a positive effect on return on equity, and this effect was statistically significant at 5 level of significance. It was suggested that the remuneration committee ensure that the appointed board members have an appropriate balance of skills to successfully discharge their duties. Gina Oghogho Olufemi | Agbo, Innocent Sunny "Corporate Governance Committees and Financial Performance: An Empirical Study of Healthcare Companies in Nigeria" Published in International Journal of Trend in Scientific Research and Development (ijtsrd), ISSN: 2456-6470, Volume-7 | Issue-2 , April 2023, URL: https://www.ijtsrd.com.com/papers/ijtsrd54006.pdf Paper URL: https://www.ijtsrd.com.com/management/accounting-and-finance/54006/corporate-governance-committees-and-financial-performance-an-empirical-study-of-healthcare-companies-in-nigeria/gina-oghogho-olufemi
Similar to Girls, Who Run the World? Not yet: Board Gender Diversity in Canada (20)
Highly respected legal publisher Chambers and Partners has published the 2024 edition of its Corporate M&A Global Practice Guide. We are thrilled to be the exclusive author of the Canadian M&A section of this prestigious guide for the fourth year running.
SkyLaw is thrilled to announce that we have once again been selected to receive Canadian Lawyer's Top 10 Corporate Law Firms Award! We are honoured to be recognized by our peers for SkyLaw's "overall excellence, client satisfaction, and the high calibre of lawyers and leadership."
SkyLaw’s Andrea Hill was interviewed for Canadian Lawyer's article announcing the winners, and here is an excerpt.
We were honoured to be invited back this year to be the exclusive author of two articles on Canadian M&A for the highly respected legal publisher Chambers and Partners.
Chambers and Partners has published the latest edition of its Corporate M&A 2023 Global Practice Guide, and we are delighted to once again be included in the Canadian M&A section of this comprehensive publication.
This year, the comprehensive guide covers 55 jurisdictions. With Frank Aquila from Sullivan & Cromwell LLP acting as Contributing Editor, the guide provides the latest legal information on acquiring a company, antitrust regulations, restrictions on foreign investments, stakebuilding, negotiation, mandatory offer thresholds, conditions for a takeover offer, squeeze-out mechanisms, disclosure, duties of directors, defensive measures and shareholder activism.
The entire guide is available to view online at no charge, and it has a handy “Compare locations” tab for comparing selected topics by jurisdiction. We welcome you to take a moment to visit the links and enjoy all of the available resources.
The complete Chambers Corporate M&A 2023 Global Practice Guide can be found at: https://practiceguides.chambers.com/practice-guides/corporate-ma-2023.
SkyLaw's submission to the Ontario Securities Commission regarding the proposed plan of arrangement involving Turquoise Hill Resources Ltd., Rio Tinto International Holdings Limited and Rio Tinto plc, pursuant to the provisions of the Business Corporations Act (Yukon).
We were honoured to be invited back this year to be the exclusive author of two articles on Canadian M&A for the highly respected legal publisher Chambers and Partners.
Chambers and Partners has published the latest edition of its Corporate M&A 2022 Global Practice Guide, and we are delighted to once again be included in the Canadian M&A section of this comprehensive publication.
With Frank Aquila from Sullivan & Cromwell LLP acting as Contributing Editor, the guide provides the latest legal information on acquiring a company, antitrust regulations, restrictions on foreign investments, stakebuilding, negotiation, mandatory offer thresholds, conditions for a takeover offer, squeeze-out mechanisms, disclosure, duties of directors, defensive measures and shareholder activism.
The entire guide is available online without charge and covers an impressive 61 jurisdictions. In the online guide, the "Compare locations" tab is a handy feature that allows you to compare specific topics in each of the various jurisdictions.
The complete Chambers Corporate M&A 2022 Global Practice Guide can be found at: https://practiceguides.chambers.com/practice-guides/corporate-ma-2022.
SkyLaw is thrilled to be selected to receive a Top Corporate Law Boutiques award by Canadian Lawyer!
We are honoured to be included among such an incredible list of top 10 firms.
SkyLaw was honoured to be invited to be the exclusive author of two articles on Canadian M&A for the highly respected legal publisher Chambers and Partners.
We are very happy to announce that the Chambers Corporate M&A 2021 Global Practice Guide is now available to view online without charge. With Frank Aquila from Sullivan & Cromwell LLP acting as Contributing Editor, the guide covers an impressive 59 jurisdictions.
These are the sections contributed by SkyLaw:
Law and Practice - Pg. 1 to 20
Trends and Developments - Pg. 23 to 27
Author Bios and Firm Info - Pg. 21 to 22, Pg. 28-29
The complete Chambers Corporate M&A 2021 Global Practice Guide can be found at: https://practiceguides.chambers.com/practice-guides/corporate-ma-2021.
The team celebrated SkyLaw’s 10-year anniversary on October 27, 2020. To help commemorate this momentous occasion, we put together a special newsletter to highlight some of the firm's changes and accomplishments over the years, to showcase some of our fondest memories, and to honour and thank the many amazing people who have supported SkyLaw along the way. We hope you enjoy reading it as much as we enjoyed putting it together!
The document summarizes a roundtable discussion on understanding the fiduciary duties of directors held at the Governance Professionals of Canada 21st Annual Corporate Governance Conference in Quebec City from August 18-21, 2019. The roundtable addressed the legal framework of directors' duties, case studies on how boards have managed these duties, and considerations for directors to help discharge their responsibilities. Recent amendments to the Canada Business Corporations Act were also discussed, codifying directors' ability to consider stakeholder interests beyond just shareholders.
Paving the Path to Success: Creating a Customized Governance Framework for New Entities and Emerging Companies
Presented by:
Kevin West, Corporate Lawyer
Founder of SkyLaw Professional Corporation
Deborah Rosati, FCPA, FCA, ICD.D
Corporate Director
Founder & CEO of Women Get On Board
Governance Professionals of Canada
20th Annual Corporate Governance Conference
The Victoria Conference Centre
Victoria, BC
August 21, 2018
This document celebrates seven years of SkyLaw, a Canadian corporate law boutique. It provides various statistics about the law firm over the years, including being named one of Canada's top 10 corporate law boutiques, having 10 full-time team members, maintaining minute books for 87 clients, closing 5 major M&A deals in 2016, and expanding to occupy an entire floor in their building in 2017. The document uses statistics to highlight SkyLaw's growth and accomplishments over its first seven years.
Social media platforms such as Facebook, Twitter and Instagram are becoming an increasingly important way for reporting issuers to communicate with their shareholders, stakeholders and potential customers. Recently, the Canadian Securities Administrator (the “CSA”) published Staff Notice 51-348 – Staff’s Review of Social Media Used by Reporting Issuers (the “Staff Notice”), a review conducted by the regulatory authorities in Alberta, Ontario and Quebec of 111 non-investment fund reporting issuers in respect of compliance with the requirements of National Policy 51-201 (“NP 51-201”) and National Instrument 51-102 (“NI 51-102”).
Of the issuers reviewed by the CSA, 72% were actively using at least one social media website. Of those, 25% either filed clarifying disclosure, edited or removed disclosure, or made prospective commitments to improve disclosure based on the CSA’s review. Demonstrating how impactful such disclosure practices can be on capital markets, in the case of four such issuers, the CSA estimated that the non-compliant disclosure resulted in share price changes averaging 26% of the value of their shares.
These are the main concerns the CSA identified, and tips to help steer clear of them.
Every corporation incorporated or continued in Ontario on or after December 10, 2016 is now required to prepare and maintain at its registered office a register of its ownership interests in land in Ontario. See the slide for more details.
SkyLaw's Kevin West was pleased to be invited to speak once again this year at the annual conference for Governance Professionals of Canada (formerly CSCS) in Whistler, British Columbia on the role of the board of directors in M&A transactions and other special situations. Kevin participated on a panel with Deborah Rosati, an experienced corporate director and founder of Women Get On Board, and Thierry Keable, the General Counsel for Whistler Blackcomb.
This document summarizes an event hosted by SkyLaw Professional Corporation on June 22, 2016 about demystifying charities, not-for-profits, and social enterprises. SkyLaw is a boutique law firm that provides legal services to companies and organizations. The event featured presentations by lawyers from SkyLaw on legal structures for non-profits and answered audience questions.
SkyLaw is honoured to be named one of Canada's Top 10 Corporate Law Boutiques by the award-winning Canadian Lawyer Magazine!
Please enjoy this excerpt from the May 2016 issue.
On May 9, 2016, certain amendments to the take-over bid rules in Canada are expected to come into force which are intended to rebalance the current dynamic among bidders, target boards and target shareholders in the context of hostile take-over bids.
On February 25, 2016, the Canadian Securities Administrators published the text of anticipated amendments to the early warning system which are expected to come into force as early as May 9, 2016. Investors with outstanding early warning reports should take note of these amendments, as they will have implications for their ongoing reporting obligations.
Business law for the students of undergraduate level. The presentation contains the summary of all the chapters under the syllabus of State University, Contract Act, Sale of Goods Act, Negotiable Instrument Act, Partnership Act, Limited Liability Act, Consumer Protection Act.
सुप्रीम कोर्ट ने यह भी माना था कि मजिस्ट्रेट का यह कर्तव्य है कि वह सुनिश्चित करे कि अधिकारी पीएमएलए के तहत निर्धारित प्रक्रिया के साथ-साथ संवैधानिक सुरक्षा उपायों का भी उचित रूप से पालन करें।
Lifting the Corporate Veil. Power Point Presentationseri bangash
"Lifting the Corporate Veil" is a legal concept that refers to the judicial act of disregarding the separate legal personality of a corporation or limited liability company (LLC). Normally, a corporation is considered a legal entity separate from its shareholders or members, meaning that the personal assets of shareholders or members are protected from the liabilities of the corporation. However, there are certain situations where courts may decide to "pierce" or "lift" the corporate veil, holding shareholders or members personally liable for the debts or actions of the corporation.
Here are some common scenarios in which courts might lift the corporate veil:
Fraud or Illegality: If shareholders or members use the corporate structure to perpetrate fraud, evade legal obligations, or engage in illegal activities, courts may disregard the corporate entity and hold those individuals personally liable.
Undercapitalization: If a corporation is formed with insufficient capital to conduct its intended business and meet its foreseeable liabilities, and this lack of capitalization results in harm to creditors or other parties, courts may lift the corporate veil to hold shareholders or members liable.
Failure to Observe Corporate Formalities: Corporations and LLCs are required to observe certain formalities, such as holding regular meetings, maintaining separate financial records, and avoiding commingling of personal and corporate assets. If these formalities are not observed and the corporate structure is used as a mere façade, courts may disregard the corporate entity.
Alter Ego: If there is such a unity of interest and ownership between the corporation and its shareholders or members that the separate personalities of the corporation and the individuals no longer exist, courts may treat the corporation as the alter ego of its owners and hold them personally liable.
Group Enterprises: In some cases, where multiple corporations are closely related or form part of a single economic unit, courts may pierce the corporate veil to achieve equity, particularly if one corporation's actions harm creditors or other stakeholders and the corporate structure is being used to shield culpable parties from liability.
Guide on the use of Artificial Intelligence-based tools by lawyers and law fi...Massimo Talia
This guide aims to provide information on how lawyers will be able to use the opportunities provided by AI tools and how such tools could help the business processes of small firms. Its objective is to provide lawyers with some background to understand what they can and cannot realistically expect from these products. This guide aims to give a reference point for small law practices in the EU
against which they can evaluate those classes of AI applications that are probably the most relevant for them.
Sangyun Lee, 'Why Korea's Merger Control Occasionally Fails: A Public Choice ...Sangyun Lee
Presentation slides for a session held on June 4, 2024, at Kyoto University. This presentation is based on the presenter’s recent paper, coauthored with Hwang Lee, Professor, Korea University, with the same title, published in the Journal of Business Administration & Law, Volume 34, No. 2 (April 2024). The paper, written in Korean, is available at <https://shorturl.at/GCWcI>.
The Future of Criminal Defense Lawyer in India.pdfveteranlegal
https://veteranlegal.in/defense-lawyer-in-india/ | Criminal defense Lawyer in India has always been a vital aspect of the country's legal system. As defenders of justice, criminal Defense Lawyer play a critical role in ensuring that individuals accused of crimes receive a fair trial and that their constitutional rights are protected. As India evolves socially, economically, and technologically, the role and future of criminal Defense Lawyer are also undergoing significant changes. This comprehensive blog explores the current landscape, challenges, technological advancements, and prospects for criminal Defense Lawyer in India.
Receivership and liquidation Accounts
Being a Paper Presented at Business Recovery and Insolvency Practitioners Association of Nigeria (BRIPAN) on Friday, August 18, 2023.
Synopsis On Annual General Meeting/Extra Ordinary General Meeting With Ordinary And Special Businesses And Ordinary And Special Resolutions with Companies (Postal Ballot) Regulations, 2018
Matthew Professional CV experienced Government LiaisonMattGardner52
As an experienced Government Liaison, I have demonstrated expertise in Corporate Governance. My skill set includes senior-level management in Contract Management, Legal Support, and Diplomatic Relations. I have also gained proficiency as a Corporate Liaison, utilizing my strong background in accounting, finance, and legal, with a Bachelor's degree (B.A.) from California State University. My Administrative Skills further strengthen my ability to contribute to the growth and success of any organization.
San Remo Manual on International Law Applicable to Armed Conflict at Sea
Girls, Who Run the World? Not yet: Board Gender Diversity in Canada
1. Girls, Who Run the World?
Not Yet: Board Gender
Diversity in Canada
Diana Nicholls Mutter
Corporate and Securities Lawyer at SkyLaw
2. Why the Board?
• Why does composition of the board matter?
• Scholars disagree about importance of board
• But at very least, directors are given power and responsibility under corporate law
• Why is the board a good starting place for diversity efforts generally?
• Studies that show “gender spillover”
• A Canadian Conference Board study found that corporations with more women on their boards in
1995, had 30% more women in executive roles by 2001 as compared to corporations with all-male
boards in 1995 (see David Brown, Debra L Brown & Vanessa Anastasopoulos, Women on boards:
not just the right thing ... but the “bright” thing (Ottawa, ON: Conference Board of Canada, 2002)).
• Matsa & Miller found that each 10 percentage point increase in women on boards increased the
likelihood of having women among the top five executives in the next year by 0.9 percentage points
(David A Matsa & Amalia R Miller, “Chipping away at the Glass Ceiling: Gender Spillovers in
Corporate Leadership” (2011) 101:3 The American Economic Review 635).
• Tinsley and Purmal more recently found that as female representation on boards increases, females
are much more likely to be appointed as CEOs of large, US companies (Catherine H Tinsley & Kate
Purmal, “Research: Board Experience Is Helping More Women Get CEO Jobs”, Harvard Business
Review (29 July 2019), online: <https://hbr.org/2019/07/research-board-experience-is-helping-more-
women-get-ceo-jobs>).
4. The Policy
National Instrument 58-101F1 (“NI 58-101F1”)
Reporting issuers in every jurisdiction but PEI and BC must:
• Item 11 Policies Regarding the Representation of Women on the Board:
a) Disclose whether the issuer has adopted a written policy relating to the identification and nomination of
women directors. If the issuer has not adopted such a policy, disclose why it has not done so.
b) If an issuer has adopted a policy referred to in (a), disclose the following in respect of the policy: (i) a short
summary of its objectives and key provisions, (ii) the measures taken to ensure that the policy has been
effectively implemented, (iii) annual and cumulative progress by the issuer in achieving the objectives of the
policy, and (iv) whether and, if so, how the board or its nominating committee measures the effectiveness of
the policy.
• Item 12 Consideration of the Representation of Women in the Director Identification and Selection Process:
Disclose whether and, if so, how the board or nominating committee considers the level of representation of
women on the board in identifying and nominating candidates for election or re-election to the board. If the
issuer does not consider the level of representation of women on the board in identifying and nominating
candidates for election or re-election to the board, disclose the issuer's reasons for not doing so.
5. The Policy – Continued
• Item 14 Issuer’s Targets Regarding the Representation of Women on the Board and in Executive Officer
Positions:
(a) For purposes of this Item, a "target" means a number or percentage, or a range of numbers or percentages, adopted
by the issuer of women on the issuer's board or in executive officer positions of the issuer by a specific date.
(b) Disclose whether the issuer has adopted a target regarding women on the issuer's board. If the issuer has not
adopted a target, disclose why it has not done so.
(c) Disclose whether the issuer has adopted a target regarding women in executive officer positions of the issuer. If
the issuer has not adopted a target, disclose why it has not done so.
(d) If the issuer has adopted a target referred to in either (b) or (c), disclose: (i) the target, and (ii) the annual and
cumulative progress of the issuer in achieving the target.
• Item 15 Number of Women on Board and in Executive Officer Positions: (a) Disclose the number and
proportion (in percentage terms) of directors on the issuer's board who are women.
6. When is Gender Diversity Disclosure Required?
• Section 2.1 of National Instrument 58-101 Disclosure of
Corporate Governance Practices requires that issuers (other
than venture issuers) include information required by NI 58-
101F1 in management information circular if they are soliciting
proxies
• Issuers who do not send a management information circular to
security holders must include this disclosure in AIF
7. The Numbers: Post-Policy
• Women’s representation on reporting issuer boards has increased about 1-2
percentage points a year since policy
• The latest numbers from the CSA (October 2019):
• Women represented 17% of directors of reporting issuers
• See Report on Fifth Staff Review of Disclosure Regarding Women on Boards and in Executive
Officer Positions online: https://www.osc.gov.on.ca/documents/en/Securities-
Category5/sn_20191002_58-311_staff-review-women-on-boards.pdf
• Osler’s 2020 Diversity Disclosure Practices report provides mid-year 2020
percentage of women on boards at 21.5%
• “However, year-to-date results for 2020 are based on fewer reporting companies as a result of
a significant number of issuers taking advantage of permitted extensions of normal annual
meeting and filing deadlines to delay filing their disclosure until later in 2020.”
8. Amendments to the
Canada Business Corporations Act (the “CBCA”)
• In 2020 Bill C-25 came into force which had the effect of amending the
CBCA by adding section 172.1
• Section 172.1 requires directors of “prescribed” (public) corporations to
provide shareholders at every annual meeting the prescribed information
• The prescribed information is provided at section 72.2(4) of the CBCA Regulations
• For the most part this information mimics that which is provided for in NI 58-101
with one difference: This section replaces women with “designated groups” as
defined in the Employment Equity Act (S.C. 1995, c. 44)
9. CBCA Amendments Continued
• These amendments therefore broaden diversity disclosure for CBCA
companies
• Osler’s 2020 Diversity Disclosure Practices:
• “Based on our review of the disclosure provided 270 publicly traded corporations
governed by the CBCA, directors who are members of visible minorities, Aboriginal
peoples and persons with disabilities are surprisingly rare for a country with as diverse a
population as Canada.”
• “And there was significant non-compliance with the requirement.”
• See here for full report: https://www.osler.com/en/reports/diversity-disclosure-practices-
2020?gclid=CjwKCAjwoc_8BRAcEiwAzJevtVZewP02XIa5v3IRmi6eHKVHAouM76b
sEOF6vbXXBNcNPmzIdFfC3RoCXH4QAvD_BwE
11. The Business Case
•3 iterations
• financial performance case
• governance case
• talent case
12. The Business Case:
Financial Performance
• Studies showing positive relationship between enhanced board gender diversity
and financial performance:
• Tobin’s Q: 1998-2002, Carter et al found evidence of a causal relationship between board gender diversity and
financial performance as measured by Tobin’s Q; 2000-2001 Nguyen and Faff found on average, if two firms are the
same in every way except that one has female directors and one does not, the former’s Tobin’s Q will be higher than
the latter’s. Further, as the number of female directors increases, so will Tobin’s Q; Conyon and He, using data from
over 3,000 US public companies from 2007-2014 found a positive relationship between gender diversity on boards
and Tobin’s Q.
• ROE: Schwartz-Ziv’s 2013 study demonstrated that board gender diversity, particularly where a critical mass of
female directors is present, was positively correlated with ROE and profit margins; Eastman, Rallis and Mazzuchelli’s
study, which used data from 2011 to 2016 of company boards from the MSCI All Country World Index, similarly
concluded that companies with a critical mass of women on boards far outperformed those with all male boards using
ROE as a measurement of firm performance
• Studies showing no relationship or negative relationship:
• Adams and Ferreira, using data from 1996-2003 results suggested that diversity was positively related to firm
financial performance when the company had weaker governance policies, but negatively related to financial
performance when the corporation had strong governance and monitoring policies in place
• Conyon and He, as cited above, found that increased board gender diversity was significantly, negatively related to
ROA, gender diversity seems to have a much more positive impact on firms already performing well and a negative
impact on lower performing firms.
• In a subsequent study published in 2010, but using data from 1998-2002, Carter et al concluded that gender diversity
had no impact on firm performance
13. • “Most knowledgeable scholars, those who do business and corporate
finance rather than race and gender subjects, deny (and many lament
their finding) that any correlation exists … empirical work on the
subject conclusively finds that no correlation can be found between the
composition of boards of directors and the value or profitability of
publicly held corporations”
- Douglas M Branson, No seat at the table: how corporate governance and law
keep women out of the boardroom, Critical America (New York: New York
University Press, 2007) at 176
• This quote may put it a little strongly and is a tad out of date, but to
say the least, the empirical evidence is mixed
14. Governance Case
•Board gender diversification leads to better corporate
governance:
• Improved decisions making
• Reduced groupthink
• Better attendance
• Better monitoring of management
• Studies that show that boards with more women tend to be stricter
monitors of management (e.g. Renée B Adams & Daniel Ferreira, “Women
in the boardroom and their impact on governance and performance” (2009)
94:2 Journal of Financial Economics 291).
15. Talent Case
• By ignoring 50% of the population, we must be missing out on talent
16. Weaknesses of Governance and
Talent Cases
• Governance Case:
• Similar weaknesses as financial performance – mixed empirical evidence
• Stronger monitoring of management can sometimes be a good thing, but for
those companies who already have tougher monitoring, “overmonitoring” can
hinder communication between management and the board and may
negatively impact financial performance (see Adams & Ferreira at 306)
• Talent Case:
• Pool problem
17. The Normative Case
•Increased board gender diversity and regulation aimed
at increasing board gender diversity is the morally
right thing to do
•Common arguments against stronger regulation and
the normative case:
• Merit
• Free choice/free market
• Role of board is to maximize shareholder wealth
18. Merit
• Qutoas referred to as the “antithesis of merit”
• (see Get On Board Corporate Canada: Greater Transparency Needed for
Gender Diversity on Canadian Boards, TD Economics (March 7, 2013),
https://www.td.com/document/PDF/economics/special/GetOnBoardCorporate
Canada.pdf)
• In Dhir's study, participants feared and expected that there would be
stigma surrounding female directors nominated as a result of the
Norwegian quota, but after its implementation, board members found
that there was little to no stigma attached to those female directors
• “Crisis of the mediocre man”
19. Free Choice/Free Market
• Free choice: maybe there aren’t enough qualified women to fill board
seats because women make different career choices from men
• Evidence suggests that women leave management jobs not because of free
choice but because they feel under valued and as if they have limited choices
• Free market: the board gender underrepresentation problem is a
market inefficiency which will be corrected on its own over time
• Statistics Canada data- long-term trend in which female graduates outnumber
male counterparts at every level except doctorate
(https://www150.statcan.gc.ca/n1/pub/81-599-x/81-599-x2011006-eng.htm)
• But men maintain leadership positions disproportionately
20. Board as Shareholder Wealth Maximizer
• Director’s duties in Canada go beyond maximizing shareholder wealth and
are to the corporation itself at all times
• Boards encouraged to approach decisions in stakeholder friendly manner
(see BCE and the CBCA amendments)
• Not much guidance on how to balance the interests of stakeholders and
likely no penalty for favouring the interests of shareholders
• Generally directors given broad discretion under business judgement rule:
• “Courts are ill-suited and should be reluctant to second-guess the application of
business expertise to the considerations that are involved in corporate decision
making” (Peoples Department Stores Inc. (Trustee of) v. Wise, [2004] 3 S.C.R. 461,
2004 SCC 68 at para 67.)
21. Theories Underlying our Regulation
• “Business case”, but really normative case.
• “[B]oard diversity is not about quotas or tokenism. Board diversity is about better
corporate decisions, better responses to market demographics, and better financial
performance. It is also about the future, and having more women in key leadership
positions to serve as role models for young women and girls.”- OSC’s Consultation
Paper quoting the Minister for the Status of Women.
• Stated objective of the policy itself: “intended to encourage more effective boards and
better corporate decision making by requiring greater transparency for investors and
other stakeholders regarding the representation of women on boards and in senior
management of TSX-listed and other non-venture issuers. This transparency is
intended to assist investors when making investment and voting decisions.”
22. Where do we go from here?
• If we want to see real change – will need stronger regulation
• While the normative case may be impetus for diversity efforts and may still
be crucial in justifying stronger regulation, business case may also still be
relevant
• Possibility that it is missing data e.g. “critical mass data”
• Across jurisdictions
• No regulation: very slow to diversify at the board level (e.g. China, Hong Kong, and
Japan, for instance, have no regulation and respectively have rates of 11.2%, 4.5%
and 13.9% women on boards)
• Weak policies: still fairly slow to diversify at board level (e.g. Canada and US)
• Quotas with harsh penalties: boards diversify almost overnight (e.g. in Norway 41.8%
of board representatives in public limited companies are women)
23. Thank you
• If you have any questions, please feel free to reach out:
Diana Nicholls Mutter
Tel: 416 364 7658
Email: diana.nicholls.mutter@skylaw.ca